TERMS OF USE

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY.

eMars, Inc. and its subsidiaries and affiliates ("eMars," "we," or "us"), require that all visitors
to this Web site controlled by eMars (the "Site") adhere to the following terms and conditions of
use. By accessing and using the Site, you agree, on your own behalf and on behalf of any
corporation or other legal entity that you represent or for which you access the Site (your
"Company"), to be bound by and comply with the following terms and conditions of use (these
"Terms") and to comply with all applicable laws and regulations. If you do not agree to these
Terms, you are not authorized to use the Site.

1. CHANGES TO THESE TERMS AND THE SITE

We may change these Terms at any time, and all such changes are effective immediately upon
notice, which we may give by any means, including, but not limited to, by posting a revised
version of these Terms or other notice on the Site. You should view these Terms often to stay
informed of changes that may affect you. Your use of the Site constitutes your continuing
agreement to be bound by these Terms, as they are amended from time to time. We expressly
reserve the right to make any changes that we deem appropriate from time to time to the Site or
to any information, text, data, databases, graphics, images, sound recordings, audio and visual
clips, logos, software, opportunities, features, services, and other materials within the Site (all
such materials, and any compilation, collection, or arrangement thereof, the "Content").

2. PRIVACY POLICY

Information that you provide to us or that we collect about you and your Company through your
access to and use of the Site is subject to our Privacy Policy, the terms of which are hereby
incorporated by reference into these Terms. We encourage you to read and become familiar with
our Privacy Policy.

3. INTELLECTUAL PROPERTY

You understand and agree that we own, or (where applicable) we have lawfully licensed from
third parties, all right, title, and interest in and to the Site and all of the Content. You
acknowledge and agree that the Content constitutes valuable proprietary information that is
protected by applicable intellectual property and other proprietary rights, laws, and treaties of the
United States and other countries, and that you acquire no ownership interest by accessing or
using the Site or the Content. Such intellectual property and proprietary rights may include, but
are not limited to, copyrights, trademarks and service marks, trade dress, and trade secrets, and
all such rights are the property of eMars or its licensors and content providers.

4. LICENSE TO ACCESS AND USE

4.1 You may access and use this Site only for your personal use (or, if accessing the
Site on behalf of a Company, only your Company's own internal use). Any other access to or
use of the Site or the Content constitutes a violation of these Terms and may violate applicable
copyright, trademark, or other laws. We make no representation that Site or Content is
appropriate or available for use in locations other than the United States. If you choose to access
this Site from locations other than in the United States, you do so at your own initiative, at your
own risk, and are responsible for complying with applicable local laws.

4.2 You may not access, use, or copy any portion of the Site or of the Content through
the use of bots, spiders, scrapers, web crawlers, indexing agents, or other automated devices or
mechanisms. You agree not to remove or modify any copyright notice or trademark legend,
author attribution, or other notice placed on or contained within any of the Content. Except as
expressly authorized by us in writing, in no event will you reproduce, redistribute, duplicate,
copy, sell, resell, or exploit for any commercial purpose any portion of the Site or the Content or
any access to or use of the Site or the Content.

5. RESTRICTIONS ON ACCESS

5.1 You represent and agree that all information that you provide to us in connection
with your access to and use of the Site is true, accurate, and complete to the best of your
knowledge and belief. eMars reserves the right, in its sole discretion, to terminate your access
to all or part of the Site, without notice or liability, for any reason, including, but not limited to:
(a) the unauthorized use of any username or password; or (b) the breach of any agreement
between you or your Company and eMars, including, without limitation, these Terms.
Following any such termination of access, you will continue to be bound hereunder to the fullest
extent applicable.

5.2 Upon being notified that your access is terminated, you must destroy any
materials you have obtained from the Site. You may not access the Site after your access is
terminated without our written approval. After terminating your access, eMars will retain all
rights, including all intellectual property rights, proprietary rights, and licenses retained in these
Terms, and the limitations upon your use and treatment of Content will remain in full force.

6. USER CONDUCT

In connection with your access and use of the Site and that of any person authorized by you to
access and use the Site, you are responsible for complying with all applicable laws, regulations,
and policies of all relevant jurisdictions, including all applicable local rules regarding online
conduct. Specifically, in connection with your use of the Site, neither you nor the Company may
cause or permit any person to do any of the following:

(a) use the Site or Content for any unlawful purpose;

(b) use the Site to post or transmit any material that contains any viruses,
Trojan horses, worms, time bombs, cancelbots, malware, adware, or other computer programming routines that may damage, interfere with, surreptitiously
intercept, or expropriate any system, data, or personal information;

(c) impose an unreasonably or disproportionately large load on the Site or
otherwise interfere with or inhibit any other user of this Site from using or
enjoying the Site;

(d) use the Site to post or transmit any unlawful, fraudulent, libelous,
defamatory, obscene, pornographic, profane, threatening, abusive, hateful,
offensive, harassing, or otherwise objectionable information of any kind;

(e) use the Site to post or transmit any information which is invasive of
another's privacy or publicity rights or that otherwise violates or infringes in any
way upon the rights of others; and
(f) use the Site to post or transmit any advertisements, solicitations, chain
letters, pyramid schemes, investment opportunities or schemes, or other
unsolicited commercial communication.

7. SUBMISSIONS

7.1 By disclosing or offering any information to us, including comments, computer
files, documents, graphics, suggestions, ideas, or other information (each, a "Submission"),
either through your use of the Site or otherwise, you authorize eMars to make such copies
thereof as we deem necessary, including to facilitate the posting and storage of the Submission
on the Site. By making a Submission, you automatically grant, and you represent and warrant
that you have the right to grant, to eMars an irrevocable, perpetual, non-exclusive, transferable,
fully paid, worldwide license (with the right to sublicense) to use, copy, publicly display, and
distribute such Submission for any purpose, commercial, advertising, or otherwise, on or in
connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate
into other works, such Submission, and to grant and authorize sublicenses of the foregoing.

7.2 By making a Submission, you represent that you have all requisite rights to, and
are authorized to disclose, all of the information contained in the Submission. You are fully
responsible for any Submission you make and for the legality, reliability, appropriateness, and
originality thereof.

8. SECURITY

eMars takes such commercially reasonable measures as it deems appropriate to secure and
protect information transmitted to and from the Site. Nevertheless, we cannot and do not
guarantee that any such transmissions are or will be totally secure. You are responsible for
maintaining the confidentiality of any information about you, including any username and any
password used in connection with your use of the Site. eMars will not be liable for any loss or
damage arising from the unauthorized use of your username or password.

9. HYPERLINKS

9.1 This Site may include hyperlinks to other websites which are not maintained by eMars. We are not responsible for the content of such external websites and we make no
representations whatsoever concerning the content or accuracy of, opinions expressed in, or other
links provided by such websites. The inclusion of any hyperlink to external websites does not
imply endorsement by eMars of those websites or any products or services referred to therein.
The terms of service and privacy policies applicable to external websites may be different from
those applicable to our Site. If you decide to access any external website through a link within
our Site, you do so entirely at your own risk, and eMars will have no liability for any loss or
damage arising from your access or use of any external website. Since eMars is not responsible
for the availability of these websites, or their contents, you should direct any concerns regarding
an external website to the administrator of that website. You agree that you will bring no suit or
claim against us arising from or based upon any such use of external websites. Hyperlinks to
other websites that are provided on the Site are not intended to imply that: (a) we are affiliated or
associated with any external website; or (b) any linked site is authorized to use any of our
trademarks, trade names, logos, or copyrights.

9.2 Images of the eMars logo can only be used for linking purposes and can only be
made with our express written permission. By linking to the Site, you agree that you will not
misrepresent your relationship with us or present false or misleading impressions about us. No
hyperlinks to the Site may be used in a manner that implies or suggests that eMars approves or
endorses you, your website, or your goods and services unless you receive our prior written
consent to the contrary. We will have no responsibility or liability for any content appearing on
your website. No hyperlink may appear on any page on your website or within any context
containing content or materials that may be interpreted as libelous, obscene, or criminal, or
which infringes, otherwise violates, or advocates the infringement or other violation of, any third
party rights.

9.3 We reserve the right, at any time and in our sole discretion, to request that you
remove from your website all hyperlinks or any particular hyperlink related to our Site. We may
at any time, in our sole discretion, with or without cause, withdraw the permission granted herein
to use the eMars logo and your right to link to any pages on the Site. Upon our request, you
agree to immediately remove all hyperlinks to the Site and to cease using the eMars logo for
linking purposes. Thereafter, your posting of any future hyperlinks to the Site will require the
our express written permission.

10. USE OF TRADEMARKS

Except for the limited permission to use the eMars logo as set forth in these Terms, you may
not, without our express written permission, use any of eMars trademarks or service marks for
any other purpose.

11. DISCLAIMER

THE USE OF THIS SITE BY YOU AND YOUR COMPANY IS AT YOUR AND ITS SOLE
RISK. ACCORDINGLY, THE SITE AND THE CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR
IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT,
AND ALL SUCH WARRANTIES ARE EXPRESSLY DISCLAIMED
AND EXCLUDED, TO THE FULLEST EXTENT PERMITTED BY LAW. SPECIFICALLY,
eMars AND ITS AFFILIATES AND CONTENT-PROVIDERS DO NOT WARRANT
THAT: (a) THE USE OF THIS SITE OR ANY THIRD PARTY WEBSITE WILL BE
UNINTERRUPTED OR ERROR-FREE; (b) THAT THE USE OF THIS SITE OR ANY SUCH
THIRD PARTY WEBSITE WILL ALLOW YOU TO OBTAIN ANY PARTICULAR
RESULTS WHATSOEVER; (c) THE CONTENT OR ANY INFORMATION, SERVICE OR
MERCHANDISE PROVIDED THROUGH THIS SITE OR ANY THIRD PARTY WEBSITE
ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, RELIABLE, OR OF ANY
PARTICULAR VALUE OR QUALITY; (d) THAT ANY DEFECTS IN THE SITE OR IN THE
CONTENT WILL BE CORRECTED; OR (e) THAT THE SITE AND THE CONTENT ARE
FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS.

12. LIMITATION OF LIABILITY

12.1 In no event will eMars, its contractors, suppliers, content-providers, and other
similar entities, and the officers, directors, employees, representatives, and agents of each of the
foregoing (collectively, our "Contractors"), be liable to you, your Company, or any third party
for any losses or damages, alleged under any legal theory, arising out of or in connection with:
(a) your use of, or reliance on, the Site or the Content; (b) our performance of or failure to
perform our obligations in connection with these Terms; (c) the defamatory, offensive, or illegal
conduct of other users of the Site or of third parties; or (d) your purchase or use of any goods or
services provided by third parties.

12.2 Under no circumstances will eMars or our Contractors be liable to you, your
Company, or any third party for any indirect, consequential, incidental, punitive, special, or
similar damages or costs (including, but not limited to, lost profits or data, loss of goodwill, loss
of or damage to property, loss of use, business interruption, and claims of third parties) arising
out of or in connection with these Terms or the use of the Site or the Content, or the transmission
of information to or from the Site over the Internet, even if we were advised, knew, or should
have known of the possibility of such damages or costs. In a jurisdiction that does not allow the
exclusion or limitation of liability for certain damages, the liability of eMars and the Contractors
will be limited in accordance with these Terms to the extent permitted by law.

12.3 Without limiting any of the foregoing, if eMars or any of the Contractors is
found liable to you or to any third party as a result of any claims or other matters arising under or
in connection with these Terms, the Site, or your use of the Site, the maximum liability for all
such claims and other matters will not exceed $100 in any calendar year.

13. INDEMNIFICATION

You agree to defend and indemnify eMars, and our officers, directors, employees,
representatives, and agents, against all claims, demands, suits, or other proceedings, and all
resulting loss, damage, liability, cost, and expense (including reasonable attorneys' fees), made by any third party arising out of: (a) content, data, or information that you submit, post to, or
transmit through the Site; (b) your access to and use of the Content, the Site, and other materials,
products, and services available on or through the Site and eMars; (c) your violation of these
Terms; (d) your violation of any rights of any third party; (e) your website; and (f) any
unauthorized use of a username, password, or account number. We reserve, and you grant to us,
the right to assume the exclusive defense and control of any matter subject to indemnification by
you.

14. JURISDICTION

These Terms will be construed and enforced in accordance with the laws of the State of
Tennessee.

15. WAIVER OF JURY TRIAL

YOU HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A JURY
TRIAL IN ANY ACTIONS, SUITS, OR PROCEEDINGS ARISING OUT OF OR RELATING
TO THESE TERMS AND THE MATTERS CONTEMPLATED HEREBY.

16. MISCELLANEOUS

16.1 These Terms and the Privacy Policy (as each may be revised and amended from
time to time according to their respective terms) collectively constitute the entire agreement with
respect to your access to and use of the Site and the Content.

16.2 Our electronically or otherwise properly stored copy of these Terms will be
deemed to be the true, complete, valid, authentic, and enforceable copy, and you agree that you
will not contest the admissibility or enforceability of our copy of these Terms in connection with
any action or proceeding arising out of or relating to these Terms.

16.3 Any provisions of these Terms that are reasonably inferable to have been intended
to survive termination (including, but not limited to, any provisions regarding limitation of our
liability or indemnification) will continue in effect beyond any such termination of access to this
Site.

16.4 These Terms do not confer any rights, remedies, or benefits upon any person
other than you.

16.5 We may assign our rights and duties under these Terms at any time to any third
party without notice. You may not assign these Terms without our prior written consent.

16.6 Our waiver of any breach of these Terms will not be a waiver of any preceding or
subsequent breach thereof.

16.7 If any provision of these Terms is held to be invalid or unenforceable, that
provision will be stricken and will not affect the validity and enforceability of any remaining
provisions.

16.8 Possible evidence of use of the Site for illegal purposes will be provided to law
enforcement authorities.

16.9 Discontinuation of use of this Site is your sole right and remedy for any
dissatisfaction with the Site or any of the Content.

17. OTHER AGREEMENTS

If you or your Company have entered into a separate agreement with eMars with respect to your
use of the Site or any Content, including your or your Company's use of the EDBS, that
agreement will supersede these Terms to the extent they are in conflict.